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ALLTEL CORPORATION
CONSOLIDATED HIGHLIGHTS
BUSINESS SEGMENTS AND OTHER CONSOLIDATED FINANCIAL INFORMATION
(In thousands, except per share amounts)


                                                                                       THREE MONTHS ENDED                                             TWELVE MONTHS ENDED
                                                                                                               Increase                                                        Increase
                                                                        December 31,       December 31,       (Decrease)                December 31,       December 31,       (Decrease)
                                                                           2005               2004             Amount           %          2005               2004             Amount            %
UNDER GAAP:
Revenues and sales:
     Wireless                                                       $        1,760,178 $       1,326,772 $        433,406        33 $       6,275,857 $        5,078,087 $       1,197,770       24
     Wireline                                                                  598,150           607,775           (9,625)       (2)        2,379,136          2,419,809           (40,673)      (2)
     Communications support services                                           276,438           248,489           27,949        11         1,025,582            923,855           101,727       11
            Total business segments                                          2,634,766         2,183,036          451,730        21         9,680,575          8,421,751         1,258,824       15
     Less intercompany eliminations                                             53,015            43,243            9,772        23           193,616            175,610            18,006       10
             Total revenues and sales                               $        2,581,751 $       2,139,793 $        441,958        21 $       9,486,959 $        8,246,141 $       1,240,818       15


 Segment income:
    Wireless                                                        $          300,222 $         260,154 $         40,068        15 $       1,254,647 $        1,020,239 $         234,408       23
    Wireline                                                                   255,543           235,666           19,877         8           903,723            925,991           (22,268)      (2)
    Communications support services                                             24,389            13,885           10,504        76            68,198             62,717             5,481        9
            Total segment income                                               580,154           509,705           70,449         14        2,226,568          2,008,947           217,621        11
     Less: corporate expenses (A)                                               17,652             9,342            8,310         89           76,795             36,427            40,368       111
            restructuring and other charges                                     39,844              (873)          40,717      4,664           58,717             50,892             7,825        15
             Total operating income                                 $          522,658 $         501,236 $         21,422           4$      2,091,056 $        1,921,628 $         169,428        9


 Operating margin (B):
     Wireless                                                                      17.1%              19.6%          (2.5%)      (13)              20.0%              20.1%              (.1%)     -
     Wireline                                                                      42.7%              38.8%           3.9%        10               38.0%              38.3%              (.3%)    (1)
     Communications support services                                                8.8%               5.6%           3.2%        57                6.6%               6.8%              (.2%)    (3)
     Consolidated                                                                  20.2%              23.4%          (3.2%)      (14)              22.0%              23.3%             (1.3%)    (6)

 Net income                                                         $          255,149 $         270,645 $        (15,496)        (6) $     1,331,379 $        1,046,235 $         285,144       27
 Earnings per share:
     Basic                                                                         $.66               $.89          $(.23)       (26)             $3.91              $3.40            $.51       15
     Diluted                                                                       $.66               $.89          $(.23)       (26)             $3.87              $3.39            $.48       14

 Weighted average common shares:
    Basic                                                                      382,920           302,809           80,111        26           340,791            307,288            33,503       11
    Diluted                                                                    389,343           304,095           85,248        28           344,129            308,339            35,790       12
 Annual dividend rate per common share                                            $1.52              $1.52                 -        -

FROM CURRENT BUSINESSES (NON-GAAP) (C):
  Operating income                                                  $          572,008 $         500,363 $         71,645        14 $       2,189,228 $        1,972,520 $         216,708    11
  Operating margin (B)                                                            22.2%             23.4%             (1.2%)     (5)             23.1%              23.9%               (.8%) (3)
  Net income                                                        $          300,613 $         270,058 $         30,555        11 $       1,171,103 $        1,038,110 $         132,993    13
  Earnings per share:
     Basic                                                                         $.78               $.89          $(.11)       (12)             $3.44              $3.38            $.06        2
     Diluted                                                                       $.77               $.89          $(.12)       (13)             $3.41              $3.37            $.04        1

 (A) Corporate expenses for the three and twelve months ended December 31, 2005 include incremental costs associated with Hurricane Katrina of $9.5 million and $19.7 million,
      respectively. In addition, corporate expenses for the twelve months ended December 31, 2005 also includes $19.8 million primarily related to the effects of a change in accounting
     for operating leases with scheduled rent increases.
 (B) Operating margin is calculated by dividing segment income by the corresponding amount of segment revenues and sales.
 (C) Current businesses excludes the effects of discontinued operations, special cash dividend received on the Company's investment in Fidelity National Financial, Inc. common
    stock, gain on the exchange or disposal of assets, debt prepayment costs, costs associated with Hurricane Katrina, change in accounting for operating leases and conditional
     asset retirement obligations, reversal of certain income tax contingency reserves and restructuring and other charges.

                                                                                            -more-
ALLTEL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME UNDER GAAP-Page 2
(In thousands, except per share amounts)


                                                                         THREE MONTHS ENDED                                  TWELVE MONTHS ENDED
                                                                   December 31,                December 31,              December 31,              December 31,
                                                                      2005                        2004                      2005                      2004
Revenues and sales:
     Service revenues                                          $              2,263,605    $          1,897,402      $          8,380,501      $          7,374,279
     Product sales                                                              318,146                 242,391                 1,106,458                   871,862
         Total revenues and sales                                             2,581,751               2,139,793                 9,486,959                 8,246,141
Costs and expenses:
      Cost of services                                                         736,857                   604,818                2,743,745                 2,374,220
      Cost of products sold                                                    381,764                   299,603                1,315,320                 1,075,545
      Selling, general, administrative and other                               496,549                   402,489                1,795,516                 1,524,165
      Depreciation and amortization                                            404,079                   332,520                1,482,605                 1,299,691
      Restructuring and other charges                                           39,844                      (873)                  58,717                    50,892
         Total costs and expenses                                             2,059,093               1,638,557                 7,395,903                 6,324,513


Operating income                                                               522,658                   501,236                2,091,056                 1,921,628

Equity earnings in unconsolidated partnerships                                    6,992                   14,970                     43,383                    68,486
Minority interest in consolidated partnerships                                  (11,267)                 (19,227)                   (69,105)                  (80,096)
Other income, net                                                                 2,752                   11,360                    158,788                    34,500
Interest expense                                                                (86,134)                 (87,512)                  (332,588)                 (352,490)
Gain on exchange or disposal of assets and other                                      -                        -                    218,830                         -



Income from continuing operations before income taxes                          435,001                   420,827                2,110,364                 1,592,028
Income taxes                                                                   176,681                   150,182                  801,836                   565,331


Income from continuing operations                                              258,320                   270,645                1,308,528                 1,026,697

Income from discontinued operations (net of income taxes)                        4,270                           -                  30,292                    19,538


Income before cumulative effect of accounting change                           262,590                   270,645                1,338,820                 1,046,235
Cumulative effect of accounting change (net of income taxes)                    (7,441)                        -                   (7,441)                        -



Net income                                                                     255,149                   270,645                1,331,379                 1,046,235
Preferred dividends                                                                 21                        25                       93                       103
Net income applicable to common shares                         $               255,128     $             270,620     $          1,331,286      $          1,046,132


Basic earnings per share:
    Income from continuing operations                                              $.67                       $.89                    $3.84                     $3.34
    Income from discontinued operations                                             .01                          -                      .09                       .06
    Cumulative effect of accounting change                                         (.02)                                               (.02)
                                                                                                                 -                                                  -
    Net income                                                                     $.66                       $.89                    $3.91                     $3.40


Diluted earnings per share:
    Income from continuing operations                                              $.67                       $.89                    $3.80                     $3.33
    Income from discontinued operations                                             .01                          -                      .09                       .06
    Cumulative effect of accounting change                                         (.02)                                               (.02)
                                                                                                                 -                                                  -
    Net income                                                                     $.66                       $.89                    $3.87                     $3.39


                                                                     -more-
ALLTEL CORPORATION
RECONCILIATION OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 3
for the three months ended December 31, 2005
(In thousands, except per share amounts)
                                                                                                                                                                                    Corporate
                                                                 Results of          Items                      Results of                        Segment Information              Operations
                                                                 Operations      Excluded from                 Operations                                          Communications      and
                                                                   Under            Current                   from Current                                            Support     Intercompany
                                                                    GAAP          Businesses                      Businesses       Wireless           Wireline       Services       Eliminations


Revenues and sales:
     Service revenues                                           $ 2,263,605 $                    -            $     2,263,605 $     1,643,195 $          588,349 $        82,323 $       (50,262)
     Product sales                                                  318,146                      -                    318,146         116,983              9,801         194,115          (2,753)
           Total revenues and sales                                 2,581,751                    -                  2,581,751       1,760,178            598,150         276,438         (53,015)
Costs and expenses:
      Cost of services                                               736,857             (9,506)     (A)              727,351         543,352            165,116          58,077         (39,194)
      Cost of products sold                                          381,764                  -                       381,764         218,678              6,899         168,545         (12,358)
      Selling, general, administrative and other                     496,549                  -                       496,549         411,139             63,637          16,874           4,899
      Depreciation and amortization                                  404,079                  -                       404,079         286,787            106,955           8,553           1,784
      Restructuring and other charges                                 39,844           (39,844)      (B)(C)                    -              -                  -              -                  -
           Total costs and expenses                                 2,059,093          (49,350)                     2,009,743       1,459,956            342,607         252,049         (44,869)


Operating income                                                                                                      572,008 $       300,222 $          255,543 $        24,389 $        (8,146)
                                                                     522,658            49,350


Equity earnings in unconsolidated partnerships                          6,992                    -                      6,992
Minority interest in consolidated partnerships                        (11,267)                   -                    (11,267)
Other income, net                                                       2,752                    -                      2,752
Interest expense                                                      (86,134)                   -                    (86,134)
Gain on exchange or disposal of assets and other                            -                    -                          -


Income from continuing operations before income taxes                435,001            49,350                        484,351
Income taxes                                                         176,681             7,057       (K)              183,738


Income from continuing operations                                    258,320            42,293                        300,613

Income from discontinued operations (net of income taxes)              4,270             (4,270)     (M)                       -


Income before cumulative effect of accounting change                 262,590            38,023                        300,613
Cumulative effect of accounting change (net of income taxes)           (7,441)           7,441       (N)                       -



Net income                                                           255,149            45,464                        300,613
Preferred dividends                                                       21                 -                             21
Net income applicable to common shares                          $    255,128 $          45,464                $       300,592


Basic earnings per share:
    Income from continuing operations                                    $.67             $.11                           $.78
    Income from discontinued operations                                   .01             (.01)                             -
    Cumulative effect of accounting change                               (.02)              .02                                -
    Net income                                                           $.66             $.12                $           .78


Diluted earnings per share:
    Income from continuing operations                                    $.67             $.10                           $.77
    Income from discontinued operations                                   .01             (.01)                             -
    Cumulative effect of accounting change                               (.02)              .02                                -
    Net income                                                           $.66             $.11                           $.77



                                                     See notes on pages 7 and 8 for a description of the line items marked (A) - (N).

                                                                                          -more-
ALLTEL CORPORATION
RECONCILIATION OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 4
for the three months ended December 31, 2004
(In thousands, except per share amounts)
                                                                                                                                                                                   Corporate
                                                                 Results of           Items                     Results of                       Segment Information              Operations
                                                                 Operations       Excluded from                Operations                                         Communications      and
                                                                   Under             Current                  from Current                                           Support     Intercompany
                                                                    GAAP           Businesses                    Businesses       Wireless           Wireline       Services       Eliminations


Revenues and sales:
     Service revenues                                           $ 1,897,402 $                     -          $     1,897,402 $     1,252,773 $          597,315 $        81,462 $       (34,148)
     Product sales                                                  242,391                       -                  242,391          73,999             10,460         167,027          (9,095)
           Total revenues and sales                                 2,139,793                     -                2,139,793       1,326,772            607,775         248,489         (43,243)
Costs and expenses:
      Cost of services                                               604,818                      -                  604,818         399,114            173,146          64,297         (31,739)
      Cost of products sold                                          299,603                      -                  299,603         154,747              8,576         146,997         (10,717)
      Selling, general, administrative and other                     402,489                      -                  402,489         318,968             62,466          14,856           6,199
      Depreciation and amortization                                  332,520                      -                  332,520         193,789            127,921           8,454           2,356
      Restructuring and other charges                                   (873)               873       (I)                     -              -                  -              -                  -
           Total costs and expenses                                 1,638,557               873                    1,639,430       1,066,618            372,109         234,604         (33,901)


Operating income                                                                                                     500,363 $       260,154 $          235,666 $        13,885 $        (9,342)
                                                                     501,236               (873)


Equity earnings in unconsolidated partnerships                         14,970                     -                   14,970
Minority interest in consolidated partnerships                        (19,227)                    -                  (19,227)
Other income, net                                                      11,360                     -                   11,360
Interest expense                                                      (87,512)                    -                  (87,512)
Gain on exchange or disposal of assets and other                            -                     -                        -


Income from continuing operations before income taxes                420,827               (873)                     419,954
Income taxes                                                         150,182               (286)      (K)            149,896


Income from continuing operations                                    270,645               (587)                     270,058

Income from discontinued operations (net of income taxes)                     -                   -                           -


Income before cumulative effect of accounting change                 270,645               (587)                     270,058
Cumulative effect of accounting change (net of income taxes)               -                  -                            -


Net income                                                           270,645               (587)                     270,058
Preferred dividends                                                       25                  -                           25
Net income applicable to common shares                          $    270,620 $             (587)             $       270,033


Basic earnings per share:
    Income from continuing operations                                    $.89                   $-                      $.89
    Income from discontinued operations                                     -                    -                         -
    Cumulative effect of accounting change                                    -                   -                           -
    Net income                                                           $.89                   $-                      $.89


Diluted earnings per share:
    Income from continuing operations                                    $.89                   $-                      $.89
    Income from discontinued operations                                     -                    -                         -
    Cumulative effect of accounting change                                    -                   -                           -
    Net income                                                           $.89                   $-                      $.89



                                                     See notes on pages 7 and 8 for a description of the line items marked (A) - (N).

                                                                                           -more-
ALLTEL CORPORATION
RECONCILIATION OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 5
for the twelve months ended December 31, 2005
(In thousands, except per share amounts)
                                                                                                                                                                                   Corporate
                                                                 Results of         Items                       Results of                       Segment Information              Operations
                                                                 Operations     Excluded from                  Operations                                         Communications      and
                                                                   Under           Current                    from Current                                           Support     Intercompany
                                                                   GAAP          Businesses                      Businesses       Wireless           Wireline       Services       Eliminations


Revenues and sales:
     Service revenues                                           $ 8,380,501 $                   -            $     8,380,501 $     5,895,143 $        2,336,741 $       322,665 $      (174,048)
     Product sales                                                1,106,458                     -                  1,106,458         380,714             42,395         702,917         (19,568)
           Total revenues and sales                                9,486,959                    -                  9,486,959       6,275,857          2,379,136       1,025,582        (193,616)
Costs and expenses:
      Cost of services                                             2,743,745           (37,557)     (D)(E)         2,706,188       1,917,754            705,506         236,160        (153,232)
      Cost of products sold                                        1,315,320                 -                     1,315,320         697,593             32,919         621,864         (37,056)
      Selling, general, administrative and other                   1,795,516            (1,898)     (D)            1,793,618       1,445,165            256,259          65,494          26,700
      Depreciation and amortization                                1,482,605                 -                     1,482,605         960,698            480,729          33,866           7,312
      Restructuring and other charges                                 58,717           (58,717)     (C)(F)                    -              -                  -              -                  -
           Total costs and expenses                                7,395,903           (98,172)                    7,297,731       5,021,210          1,475,413         957,384        (156,276)


Operating income                                                                                                   2,189,228 $     1,254,647 $          903,723 $        68,198 $       (37,340)
                                                                   2,091,056           98,172


Equity earnings in unconsolidated partnerships                        43,383                    -                     43,383
Minority interest in consolidated partnerships                       (69,105)                   -                    (69,105)
Other income, net                                                    158,788         (116,036)      (D)(G)            42,752
Interest expense                                                    (332,588)               -                       (332,588)
Gain on exchange or disposal of assets and other                     218,830         (218,830)      (H)                       -


Income from continuing operations before income taxes              2,110,364         (236,694)                     1,873,670
Income taxes                                                         801,836           (99,269)     (K)              702,567


Income from continuing operations                                  1,308,528         (137,425)                     1,171,103

Income from discontinued operations (net of income taxes)             30,292           (30,292)     (M)                       -


Income before cumulative effect of accounting change               1,338,820         (167,717)                     1,171,103
Cumulative effect of accounting change (net of income taxes)          (7,441)           7,441       (N)                       -


Net income                                                         1,331,379         (160,276)                     1,171,103
Preferred dividends                                                       93                -                             93
Net income applicable to common shares                          $ 1,331,286 $        (160,276)               $     1,171,010


Basic earnings per share:
    Income from continuing operations                                  $3.84             $(.40)                        $3.44
    Income from discontinued operations                                  .09              (.09)                            -
    Cumulative effect of accounting change                              (.02)              .02                                -
    Net income                                                         $3.91             $(.47)                        $3.44


Diluted earnings per share:
    Income from continuing operations                                  $3.80             $(.39)                        $3.41
    Income from discontinued operations                                  .09              (.09)                            -
    Cumulative effect of accounting change                              (.02)              .02                                -
    Net income                                                         $3.87             $(.46)                        $3.41



                                                     See notes on pages 7 and 8 for a description of the line items marked (A) - (N).

                                                                                          -more-
ALLTEL CORPORATION
RECONCILIATION OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 6
for the twelve months ended December 31, 2004
(In thousands, except per share amounts)
                                                                                                                                                                                     Corporate
                                                                 Results of           Items                      Results of                        Segment Information              Operations
                                                                 Operations       Excluded from                 Operations                                          Communications      and
                                                                   Under             Current                   from Current                                            Support     Intercompany
                                                                   GAAP            Businesses                      Businesses       Wireless           Wireline       Services       Eliminations


Revenues and sales:
     Service revenues                                           $ 7,374,279 $                     -            $     7,374,279 $     4,791,235 $        2,380,788 $       346,662 $      (144,406)
     Product sales                                                  871,862                       -                    871,862         286,852             39,021         577,193         (31,204)
           Total revenues and sales                                8,246,141                      -                  8,246,141       5,078,087          2,419,809         923,855        (175,610)
Costs and expenses:
      Cost of services                                             2,374,220                      -                  2,374,220       1,543,576            704,335         257,845        (131,536)
      Cost of products sold                                        1,075,545                      -                  1,075,545         573,646             28,711         514,239         (41,051)
      Selling, general, administrative and other                   1,524,165                      -                  1,524,165       1,201,789            244,327          54,729          23,320
      Depreciation and amortization                                1,299,691                      -                  1,299,691         738,837            516,445          34,325          10,084
      Restructuring and other charges                                 50,892            (50,892)      (I)(J)                    -              -                  -              -                  -
           Total costs and expenses                                6,324,513            (50,892)                     6,273,621       4,057,848          1,493,818         861,138        (139,183)


Operating income                                                                                                     1,972,520 $     1,020,239 $          925,991 $        62,717 $       (36,427)
                                                                   1,921,628             50,892


Equity earnings in unconsolidated partnerships                        68,486                      -                     68,486
Minority interest in consolidated partnerships                       (80,096)                     -                    (80,096)
Other income, net                                                     34,500                      -                     34,500
Interest expense                                                    (352,490)                     -                   (352,490)
Gain on exchange or disposal of assets and other                           -                      -                          -


Income from continuing operations before income taxes              1,592,028             50,892                      1,642,920
Income taxes                                                         565,331             39,479       (K)(L)           604,810


Income from continuing operations                                  1,026,697             11,413                      1,038,110

Income from discontinued operations (net of income taxes)             19,538            (19,538)      (L)                       -


Income before cumulative effect of accounting change               1,046,235              (8,125)                    1,038,110
Cumulative effect of accounting change (net of income taxes)               -                   -                             -


Net income                                                         1,046,235              (8,125)                    1,038,110
Preferred dividends                                                      103                   -                           103
Net income applicable to common shares                          $ 1,046,132 $             (8,125)              $     1,038,007


Basic earnings per share:
    Income from continuing operations                                  $3.34               $.04                          $3.38
    Income from discontinued operations                                  .06               (.06)                             -
    Cumulative effect of accounting change                                    -                   -                             -
    Net income                                                         $3.40               $(.02)                        $3.38


Diluted earnings per share:
    Income from continuing operations                                  $3.33               $.04                          $3.37
    Income from discontinued operations                                  .06               (.06)                             -
    Cumulative effect of accounting change                                    -                   -                             -
    Net income                                                         $3.39               $(.02)                        $3.37



                                                     See notes on pages 7 and 8 for a description of the line items marked (A) - (N).

                                                                                           -more-
ALLTEL CORPORATION
NOTES TO RECONCILIATIONS OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 7

        As disclosed in the ALLTEL Corporation (quot;Alltelquot; or the quot;Companyquot;) Form 8-K filed on January 20, 2006, Alltel has presented in this earnings release results of operations from
        current businesses which exclude the effects of discontinued operations, a special cash dividend received on the Company's investment in Fidelity National Financial, Inc.
        (quot;Fidelity Nationalquot;) common stock, gain on exchange or disposal of assets, termination fees associated with the early retirement of long-term debt, costs associated with
        Hurricane Katrina, a change in accounting for certain operating leases and conditional asset retirement obligations, reversal of certain income tax contingency reserves and
        restructuring and other charges. Alltel’s purpose for excluding items from the current business measures is to focus on Alltel’s true earnings capacity associated with providing
        telecommunication services. Management believes the items excluded from the current business measures are related to strategic activities or other events, specific to the time
        and opportunity available, and, accordingly, should be excluded when evaluating the trends of the Company’s operations.

        Alltel believes that presenting the current business measures assists investors in assessing the true business performance of the Company by clarifying for investors the effects
        that certain items such as asset sales, restructuring expenses and other business consolidation costs arising from past acquisition and restructuring activities had on the
        Company’s GAAP consolidated results of operations. The Company uses results from current businesses as management’s primary measure of the performance of its business
        segments. Alltel's management, including the chief operating decision-maker, uses the current business measures consistently for all purposes, including internal reporting
        purposes, the evaluation of business objectives, opportunities and performance and the determination of management compensation.

        As the Company evaluates segment performance based on segment income, which is computed as revenues and sales less operating expenses, the special cash dividend, gain
        on the exchange or disposal of assets, early termination of debt, costs associated with Hurricane Katrina, the effects of the change in accounting for operating leases and
        conditional asset retirement obligations and restructuring and other charges have not been allocated to the business segments. In addition, none of the non-operating items
        such as equity earnings in unconsolidated partnerships, minority interest expense, other income, net, interest expense and income taxes have been allocated to the segments.

  (A)   Alltel incurred $9.5 million of incremental costs related to Hurricane Katrina consisting of increased system maintenance costs to restore network facilities and additional losses
        from bad debts. (See Note D).

  (B)   The Company incurred $2.1 million of integration expenses related to its acquisition completed on August 1, 2005 of Western Wireless Corporation (“Western Wireless”). These
        expenses primarily consisted of system conversion costs. In addition, Alltel incurred $5.0 million of integration expenses related to the exchange of certain wireless assets with
        Cingular Wireless LLC (“Cingular”) completed during the second and third quarters of 2005. The Company also incurred $1.6 million of integration expenses related to its
        acquisition of Public Service Cellular Inc. (“PS Cellular”) completed on February 28, 2005. The integration expenses related to the Cingular and PS Cellular acquisitions consisted
        of handset subsidies incurred to migrate the acquired customer base to CDMA handsets. The Company also recorded a $0.2 million reduction in the liabilities associated with the
        wireline restructuring activities initiated during the third quarter of 2005. (See Note F).

  (C)   On December 9, 2005, Alltel announced that it would spin off its wireline telecommunications business to its stockholders and merge it with Valor Communications Group, Inc. In
        connection with the spin-off and merger, Alltel incurred $31.3 million of incremental costs principally consisting of investment banker, audit and legal fees.

  (D)   Alltel incurred $19.7 million of incremental costs related to Hurricane Katrina consisting of increased long distance and roaming expenses due to providing these services to
        affected customers at no charge, system maintenance costs to restore network facilities and additional losses from bad debts. These incremental costs also included Company
        donations to support the hurricane relief efforts. These incremental expenses were partially offset by $5.0 million of insurance proceeds received by Alltel.

  (E)   Effective January 1, 2005, Alltel changed its accounting for operating leases with scheduled rent increases. Certain of the Company's operating lease agreements for cell sites and
        for office and retail locations include scheduled rent escalations during the initial lease term and/or during succeeding optional renewal periods. Previously, the Company had
        not recognized the scheduled increases in rent expense on a straight-line basis in accordance with the provisions of Statement of Financial Accounting Standards (quot;SFASquot;) No.
        13, quot;Accounting for Leasesquot; and Financial Accounting Standards Board (quot;FASBquot;) Technical Bulletin No. 85-3, quot;Accounting for Operating Leases with Scheduled Rent
        Increasesquot;. The effects of this change, which are included in corporate expenses, were not material to the Company's previously reported consolidated results of operations,
        financial position or cash flows.

  (F)   The Company incurred $4.5 million of integration expenses related to its acquisition of Western Wireless. These expenses primarily consisted of system conversion costs and
        relocation expenses. In addition, Alltel incurred $16.9 million of integration expenses related to the exchange of certain wireless assets with Cingular and incurred $1.6 million of
        integration expenses related to its acquisition of PS Cellular. These integration expenses consisted of handset subsidies incurred to migrate the acquired customer base to
        CDMA handsets. The Company also incurred $4.4 million in restructuring charges related to a planned workforce reduction in its wireline operations.
                                                                                            -more-
ALLTEL CORPORATION
NOTES TO RECONCILIATIONS OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 8

 (G) On March 9, 2005, Fidelity National declared a special $10 per share cash dividend to Fidelity National stockholders. The special cash dividend was received by Alltel on March
     28, 2005.

 (H) On April 15, 2005, Alltel and Cingular completed the exchange of certain wireless assets. In connection with this transaction, Alltel recorded a pretax gain of $158.0 million. On
     April 6, 2005, Alltel recorded a pretax gain of $75.8 million from the sale of all of its shares of Fidelity National common stock. In addition, on April 8, 2005, Alltel retired all of its
     issued and outstanding 7.50 percent senior notes due March 1, 2006, representing an aggregate principal amount of $450.0 million. Concurrent with the debt redemption, Alltel also
     terminated the related pay variable/receive fixed, interest rate swap agreement that had been designated as a fair value hedge against the $450.0 million senior notes. In connection
     with the early termination of the debt and interest rate swap agreement, Alltel incurred net pretax termination fees of approximately $15.0 million.

 (I)   The Company recorded a $0.9 million reduction in the liabilities associated with the restructuring efforts initiated in the first quarter of 2004 (see Note J), consisting of $0.7 million
       in employee relocated expenses and $0.2 million in severance and employee benefit costs.

 (J)   The Company announced its plans to reorganize its operating structure and exit its competitive local exchange carrier operations in the Jacksonville, Florida market. In connection
       with these activities, the Company recorded a restructuring charge of $29.3 million consisting of severance and employee benefit costs related to a planned workforce reduction,
       employee relocation costs, lease termination and other restructuring-related costs. The Company also recorded a $2.3 million reduction in the liabilities associated with various
       restructuring activities initiated prior to 2003. In addition, the Company recorded a write-down of $24.8 million in the carrying value of certain corporate and regional facilities to fair
       value in conjunction with the proposed leasing or sale of those facilities.

 (K) Tax-related effect of the items discussed in Notes A - J above.

 (L)   During the third quarter of 2004, the Internal Revenue Service (“IRS”) completed its fieldwork related to the audits of the Company’s consolidated federal income tax returns for the
       fiscal years 1997 through 2001. As a result of the IRS completing this phase of their audits, Alltel reassessed its income tax contingency reserves related to the periods under
       examination. Based upon this reassessment, Alltel recorded a $129.3 million reduction in its income tax contingency reserves. The corresponding effects of the reversal of these tax
       contingencies resulted in a reduction in goodwill of $94.5 million and a reduction in income tax expense associated with continuing operations of $19.7 million. In addition, $15.1
       million of the income tax contingency reserves reversed related to the financial services division that was sold to Fidelity National on April 1, 2003. Pursuant to the terms of the
       sale agreement, Alltel retained, as of the date of sale, all income tax liabilities related to the sold operations and agreed to indemnify Fidelity National from any future tax liability
       imposed on the financial services division for periods prior to the date of sale. The adjustment of the tax contingency reserves related to the disposed financial services division
       has been reported as discontinued operations in the Company’s consolidated financial statements for the twelve months ended December 31, 2004. Discontinued operations for
       the twelve months ended December 31, 2004 also included a tax benefit of $4.4 million attributable to a foreign tax credit carryback recognized as a result of the IRS audits.

 (M) Eliminates the effects of discontinued operations. On August 1, 2005, Alltel completed its acquisition of Western Wireless. As a condition of receiving approval for the acquisition
     from the Department of Justice and the Federal Communications Commission, Alltel agreed to divest certain wireless operations of Western Wireless in 16 markets in Arkansas,
     Kansas and Nebraska. In December 2005, Alltel completed an exchange of wireless properties with United States Cellular Corporation that included a substantial portion of the
     divestiture requirements related to the merger. During the third and fourth quarters of 2005, Alltel completed the sale of international operations in Georgia, Ghana and Ireland
     acquired from Western Wireless. Alltel also has pending definitive agreements to sell the international operations in Austria, Bolivia and Haiti and is actively pursuing the
     disposition of the remaining international operations acquired from Western Wireless. As a result, the acquired international operations and interests of Western Wireless and the
     16 markets to be divested in Arkansas, Kansas and Nebraska have been classified as discontinued operations and assets held for sale in the accompanying consolidated financial
     statements.

 (N) Represents the cumulative effect of the change in accounting principle resulting from the Company's adoption of FASB Interpretation No. 47, “Accounting for Conditional Asset
     Retirement Obligationsquot; (“FIN 47”). The Company evaluated the effects of FIN 47 on its operations and determined that, for certain buildings containing asbestos, Alltel is legally
     obligated to remediate the asbestos if the Company were to abandon, sell or otherwise dispose of the buildings. In addition, for its acquired Kentucky and Nebraska wireline
     operations not subject to SFAS No. 71, “Accounting for the Effects of Certain Types of Regulationquot;, the Company is legally obligated to properly dispose of its chemically-treated
     telephone poles at the time they are removed from service. In accordance with federal and state regulations, depreciation expense for the Company’s wireline operations that
     follow the accounting prescribed by SFAS No. 71 have historically included an additional provision for cost of removal, and accordingly, the adoption of FIN 47 had no impact to
     these operations.
                                                                                         -more-
ALLTEL CORPORATION
SUPPLEMENTAL OPERATING INFORMATION-Page 9
(Dollars in thousands, except per customer amounts)


                                                                          THREE MONTHS ENDED                                                 TWELVE MONTHS ENDED
                                                                                             Increase                                                          Increase
                                                       December 31,      December 31,       (Decrease)                     December 31,     December 31,      (Decrease)
                                                           2005             2004             Amount                           2005             2004            Amount             %
                                                                                                                 %
Wireless:
 Controlled POPs                                          75,907,644        62,313,192         13,594,452         22
 Customers                                                10,662,324         8,626,487          2,035,837         24
 Penetration rate                                               14.0%             13.8%                .2%         1
 Average customers                                        10,507,806         8,481,561          2,026,245         24           9,550,829        8,295,939         1,254,890        15
 Gross customer additions:
        Internal                                             837,712          690,811               146,901       21           2,830,079        2,720,339           109,740          4
        Acquired                                              90,356           92,345                (1,989)      (2)          1,693,162           92,345         1,600,817      1,734
         Total                                               928,068          783,156               144,912       19           4,523,241        2,812,684         1,710,557        61
  Net customer additions:
        Internal                                             147,258          139,415                 7,843           6          342,675         510,717           (168,042)       (33)
        Acquired                                              90,356           92,345                (1,989)         (2)       1,693,162          92,345          1,600,817      1,734
         Total                                               237,614          231,760                 5,854          3         2,035,837         603,062          1,432,775       238
  Customer acquisition costs:
       Cost of products sold                          $      104,735 $         80,557 $              24,178       30 $          320,769 $        322,737 $          (1,968)        (1)
       Selling and marketing expenses                        254,720          198,572                56,148       28            870,536          743,889           126,647         17
       Less product sales                                     67,746           50,530                17,216       34            230,262          209,874            20,388         10
         Total                                        $      291,709 $        228,599 $              63,110       28 $          961,043 $        856,752 $         104,291         12
  Cost to acquire a new customer (A)                              $348             $331                $17           5               $340             $315              $25             8
  Cash costs:
         Cost of services                             $      543,352 $        399,114 $             144,238       36 $         1,917,754 $      1,543,576 $        374,178         24
         Cost of products sold                               218,678          154,747                63,931       41             697,593          573,646          123,947         22
         Selling, general, administrative and other          411,139          318,968                92,171       29           1,445,165        1,201,789          243,376         20
         Less product sales                                  116,983           73,999                42,984       58             380,714          286,852           93,862         33
         Total                                              1,056,186         798,830               257,356       32           3,679,798        3,032,159          647,639         21
         Less customer acquisition costs                      291,709         228,599                63,110       28             961,043          856,752          104,291         12
         Total                                        $      764,477 $        570,231 $             194,246       34 $         2,718,755 $      2,175,407 $        543,348         25
  Cash cost per unit per month, excluding
       customer acquisition costs (B)                         $24.25           $22.41                 $1.84          8           $23.72           $21.85              $1.87             9
  Revenues:
       Service revenues                               $     1,643,195 $      1,252,773 $            390,422       31 $         5,895,143 $      4,791,235 $       1,103,908        23
       Less wholesale revenues                                171,595           94,748               76,847       81             545,109          372,446           172,663        46
         Retail revenues                              $     1,471,600 $      1,158,025 $            313,575       27 $         5,350,034 $      4,418,789 $        931,245         21
  Average revenue per customer per month (C)                  $52.13           $49.24                 $2.89          6           $51.44           $48.13              $3.31             7
  Retail revenue per customer per month (D)                   $46.68           $45.51                 $1.17        3             $46.68           $44.39             $2.29          5
  Retail minutes of use per customer per month (E)               626              534                     92      17                597              494               103         21
  Postpay churn                                                 1.83%            1.68%                   .15%      9               1.77%            1.74%               .03%        2
  Total churn                                                   2.20%            2.17%                   .03%      1               2.17%            2.23%              (.06%)      (3)
  Service revenue operating margin (F)                          18.3%            20.8%                  (2.5%)   (12)              21.3%            21.3%                 -         -
  Capital expenditures (G)                            $      271,440 $        270,236 $               1,204        -$           978,970 $        797,106 $         181,864         23

  (A) Cost to acquire a new customer is calculated by dividing the sum of the GAAP reported cost of products sold and sales and marketing expenses (included within Selling, general,
      administrative and otherquot;) less product sales, as reported in the Consolidated Statements of Income, by the number of internal gross customer additions in the period. Customer
       acquisition costs exclude amounts related to the Company's customer retention efforts.
  (B) Cash cost per unit per month, excluding customer acquisition costs, is calculated by dividing the sum of the GAAP reported cost of services, cost of products sold, selling,
      general, administrative and other expenses less product sales, as reported in the Consolidated Statements of Income, less customer acquisition costs, by the number of average
      customers for the period.
  (C) Average revenue per customer per month is calculated by dividing wireless service revenues by average customers for the period.
  (D) Retail revenue per customer per month is calculated by dividing wireless retail revenues (service revenues less wholesale revenues) by average customers for the period.
  (E) Retail minutes of use per customer per month represents the average monthly minutes that Alltel's customers use on both the Company's network and while roaming on other
     carriers' networks.
  (F) Service revenue operating margin is calculated by dividing wireless segment income by wireless service revenues.
  (G) Includes capitalized software development costs.

                                                                                           -more-
ALLTEL CORPORATION
SUPPLEMENTAL OPERATING INFORMATION-Page 10
(Dollars in thousands, except per customer amounts)


                                                                           THREE MONTHS ENDED                                                  TWELVE MONTHS ENDED
                                                                                            Increase                                                               Increase
                                                        December 31,     December 31,      (Decrease)                         December 31,     December 31,       (Decrease)
                                                            2005             2004           Amount                                2005             2004            Amount
                                                                                                                %                                                                    %
Wireline:
 Customers                                                   2,885,673       3,009,388         (123,715)            (4)
 Average customers                                           2,901,310       3,024,635         (123,325)            (4)            2,950,022        3,061,529         (111,507)       (4)
 Broadband customers                                           397,696         243,325          154,371             63
 Net broadband additions                                        37,721          26,440           11,281             43              154,371           90,297            64,074       71
  Average revenue per customer per month (H)                   $68.72           $66.98           $1.74               3               $67.21           $65.87             $1.34           2
  Capital expenditures (G)                             $      119,342 $        100,730 $        18,612              18       $      355,938 $        336,498 $          19,440           6

Communications support services:
 Long-distance customers                                     1,750,762       1,770,852          (20,090)             (1)
 Capital expenditures (G)                              $         3,819 $         5,738 $         (1,919)            (33)     $        13,646 $        15,150 $          (1,504)      (10)

Consolidated:
 Equity free cash flow (I)                             $      309,498 $        225,693 $         83,805             37       $     1,304,052 $      1,180,072 $        123,980       11
 Capital expenditures (G)                              $      395,194 $        376,885 $         18,309              5       $     1,349,656 $      1,157,729 $        191,927       17
 Total assets                                          $   24,013,481 $     16,603,736 $      7,409,745             45



  (G) Includes capitalized software development costs.
  (H) Average revenue per customer per month is calculated by dividing total wireline revenues by average customers for the period.
  (I) Equity free cash flow is calculated as the sum of net income from current businesses plus depreciation and amortization less capital expenditures which includes capitalized
      software development costs as indicated in Note G.

                                                                                           -more-
ALLTEL CORPORATION
CONSOLIDATED BALANCE SHEETS UNDER GAAP-Page 11
(In thousands)



ASSETS                                                                                 LIABILITIES AND SHAREHOLDERS' EQUITY

                                                 December 31,        December 31,                                                            December 31,        December 31,
                                                    2005                2004                                                                    2005                2004


CURRENT ASSETS:                                                                        CURRENT LIABILITIES:
   Cash and short-term investments           $          989,153 $           484,934       Current maturities of long-term debt           $          205,117 $           224,958
   Accounts receivable (less allowance for                                                Accounts payable                                          649,293             448,161
     doubtful accounts of $84,750 and                                                     Advance payments and customer deposits                    240,499             219,338
     $53,606, respectively)                            1,077,207            912,665       Accrued taxes                                             118,895             158,197
   Inventories                                           232,634            156,785       Accrued dividends                                         147,841             105,922
   Prepaid expenses and other                            115,179             62,383       Accrued interest                                          102,512             120,259
   Assets held for sale                                2,018,701                  -       Current deferred income taxes                             501,672                   -
                                                                                           Other current liabilities                                255,425             183,523
      Total current assets                             4,432,874           1,616,767                                                                385,528                     -
                                                                                           Liabilities related to assets held for sale

Investments                                             358,412             804,861        Total current liabilities                               2,606,782           1,460,358
Goodwill                                               8,610,170           4,875,718
Other intangibles                                      2,179,107           1,306,140


                                                                                     Long-term debt                                                5,782,890           5,352,422
PROPERTY, PLANT AND EQUIPMENT:                                                       Deferred income taxes                                         1,659,410           1,715,119
   Land                                                  298,593             278,084 Other liabilities                                               948,962             947,172
   Buildings and improvements                          1,211,359           1,134,824
   Wireline                                            6,942,039           6,735,748
   Wireless                                            6,852,565           5,763,965
   Information processing                              1,187,192           1,048,446 SHAREHOLDERS' EQUITY:
   Other                                                 530,333             489,936     Preferred stock                                                278                 307
   Under construction                                    475,453             385,283     Common stock                                               383,613             302,268
                                                                                           Additional paid-in capital                              5,339,321            197,902
    Total property, plant and equipment               17,497,534          15,836,286       Unrealized holding gain on investments                     22,297            153,926
    Less accumulated depreciation                      9,433,951           8,288,195       Foreign currency translation adjustment                    (2,841)               482
                                                                                           Retained earnings                                       7,272,769           6,473,780
    Net property, plant and equipment                  8,063,583           7,548,091
                                                                                           Total shareholders' equity                             13,015,437           7,128,665
Other assets                                            369,335             452,159


                                                                                     TOTAL LIABILITIES AND
TOTAL ASSETS                                 $        24,013,481 $        16,603,736 SHAREHOLDERS' EQUITY                                $        24,013,481 $        16,603,736


                                                                                       -more-
ALLTEL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS UNDER GAAP-Page 12
(In thousands)


                                                                                       THREE MONTHS ENDED                                 TWELVE MONTHS ENDED
                                                                                 December 31,               December 31,              December 31,              December 31,
                                                                                    2005                       2004                      2005                      2004
Net Cash Provided from Operations:
    Net income                                                               $              255,149     $             270,645     $          1,331,379      $          1,046,235
    Adjustments to reconcile net income to net cash provided from
     operations:
      Income from discontinued operations                                                     (4,270)                       -                  (30,292)                  (19,538)
      Cumulative effect of accounting change                                                   7,441                        -                    7,441                         -
      Depreciation and amortization                                                          404,079                  332,520                1,482,605                 1,299,691
      Provision for doubtful accounts                                                         63,068                   47,601                  215,087                   184,871
      Non-cash portion of gain on exchange or disposal of assets and other                         -                        -                 (232,742)                        -
      Non-cash portion of restructuring and other charges                                      4,982                        -                   14,982                    25,569
      Change in deferred income taxes                                                       (211,302)                  74,794                 (193,235)                  263,390
      Reversal of income tax contingency reserves                                                  -                        -                        -                   (19,656)
      Other, net                                                                              (4,097)                  (5,861)                   7,960                   (14,336)
    Changes in operating assets and liabilities, net of the effects of
    acquisitions and dispositions:
      Accounts receivable                                                                   (21,777)                   (41,856)                 (227,185)                 (206,132)
      Inventories                                                                           (61,193)                   (44,750)                  (44,968)                  (33,842)
      Accounts payable                                                                      149,074                     65,854                   145,594                   (27,174)
      Other current liabilities                                                             189,679                      6,490                   195,889                    70,602
      Other, net                                                                             59,312                    (82,646)                   59,740                  (102,831)
           Net cash provided from operations                                                830,145                   622,791                2,732,255                 2,466,849


Cash Flows from Investing Activities:
    Additions to property, plant and equipment                                              (386,895)                 (368,122)              (1,302,440)               (1,125,402)
    Additions to capitalized software development costs                                       (8,299)                   (8,763)                 (47,216)                  (32,327)
    Additions to investments                                                                       -                      (423)                    (890)                   (3,228)
    Purchases of property, net of cash acquired                                               (1,535)                 (185,136)              (1,137,584)                 (185,136)
    Proceeds from the sale of assets                                                          48,243                         -                   84,405                         -
    Proceeds from the sale of investments                                                          -                         -                  353,881                         -
    Proceeds from the return on investments                                                    5,982                    21,497                   36,872                    88,612
    Other, net                                                                                 5,795                      (313)                  13,746                      (907)
           Net cash used in investing activities                                            (336,709)                 (541,260)              (1,999,226)               (1,258,388)


Cash Flows from Financing Activities:
    Dividends on preferred and common stock                                                 (145,303)                 (122,223)                (490,472)                  (467,570)
    Reductions in long-term debt                                                             (21,139)                  (22,246)              (2,677,779)                  (277,240)
    Distributions to minority investors                                                      (20,834)                  (17,240)                 (65,642)                   (66,917)
    Long-term debt issued                                                                     72,300                         -                1,000,000                          -
    Repurchases of common stock                                                                    -                   (88,419)                       -                   (595,350)
    Common stock issued                                                                       20,714                     5,146                1,463,504                     25,873
           Net cash used in financing activities                                             (94,262)                 (244,982)                 (770,389)              (1,381,204)


Net cash provided from discontinued operations                                              544,612                          -                  580,801                          -

Effect of exchange rate changes on cash and short-term investments                           (24,061)                        -                   (39,222)                      (87)


Increase (decrease) in cash and short-term investments                                      919,725                   (163,451)                 504,219                   (172,830)

Cash and Short-term Investments:
    Beginning of the period                                                                  69,428                   648,385                   484,934                   657,764
    End of the period                                                        $              989,153     $             484,934     $             989,153     $             484,934


                                                                                   -more-
ALLTEL CORPORATION
RECONCILIATIONS OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 13
(In thousands)


                                                                                          THREE MONTHS ENDED                                   TWELVE MONTHS ENDED
                                                                                  December 31,                  December 31,               December 31,              December 31,
                                                                                         2005                      2004                       2005                      2004



Net cash provided from operations                                            $                  830,145     $             622,791      $          2,732,255      $          2,466,849
Adjustments to reconcile to net income under GAAP:
      Income from discontinued operations                                                          4,270                         -                    30,292                    19,538
      Cumulative effect of accounting change                                                      (7,441)                        -                    (7,441)                        -
      Depreciation and amortization expense                                                     (404,079)                 (332,520)               (1,482,605)               (1,299,691)
      Provision for doubtful accounts                                                            (63,068)                  (47,601)                 (215,087)                 (184,871)
      Non-cash portion of gain on exchange or disposal of assets and other                             -                         -                   232,742                         -
      Non-cash portion of restructuring and other charges                                         (4,982)                        -                   (14,982)                  (25,569)
      Change in deferred income taxes                                                            211,302                   (74,794)                  193,235                  (263,390)
      Reversal of income tax contingency reserves                                                      -                         -                         -                    19,656
      Other non-cash changes, net                                                                  4,097                     5,861                    (7,960)                   14,336
      Changes in operating assets and liabilities, net of the
         effects of acquisitions and dispositions                                               (315,095)                  96,908                    (129,070)                 299,377
Net income under GAAP                                                                           255,149                   270,645                 1,331,379                 1,046,235
Adjustments to reconcile to net income from current businesses:
       Restructuring and other charges, net of tax                                               36,484                        (587)                   48,053                   31,069
       Gain on exchange or disposal of assets and other, net of tax                                   -                           -                  (136,720)                       -
       Special dividend received on Fidelity National common stock,
         net of tax                                                                                    -                          -                   (69,812)                       -
       Change in accounting for operating leases, net of tax                                           -                          -                    12,092                        -
       Hurricane-related costs, net of insurance recoveries and tax                                5,809                          -                     8,962                        -
       Reversal of income tax contingency reserves                                                     -                          -                         -                  (19,656)
       Cumulative effect of accounting change                                                      7,441                          -                     7,441                        -
       Income from discontinued operations                                                        (4,270)                         -                   (30,292)                 (19,538)
Net income from current businesses                                                              300,613                   270,058                 1,171,103                 1,038,110
Adjustments to reconcile to equity free cash flow from current businesses:
       Depreciation and amortization expense                                                     404,079                   332,520                 1,482,605                 1,299,691
       Capital expenditures                                                                     (395,194)                 (376,885)               (1,349,656)               (1,157,729)
Equity free cash flow from current businesses                                $                  309,498     $             225,693      $          1,304,052      $          1,180,072


                                                                                 -end-

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alltel 4q05highlights

  • 1. ALLTEL CORPORATION CONSOLIDATED HIGHLIGHTS BUSINESS SEGMENTS AND OTHER CONSOLIDATED FINANCIAL INFORMATION (In thousands, except per share amounts) THREE MONTHS ENDED TWELVE MONTHS ENDED Increase Increase December 31, December 31, (Decrease) December 31, December 31, (Decrease) 2005 2004 Amount % 2005 2004 Amount % UNDER GAAP: Revenues and sales: Wireless $ 1,760,178 $ 1,326,772 $ 433,406 33 $ 6,275,857 $ 5,078,087 $ 1,197,770 24 Wireline 598,150 607,775 (9,625) (2) 2,379,136 2,419,809 (40,673) (2) Communications support services 276,438 248,489 27,949 11 1,025,582 923,855 101,727 11 Total business segments 2,634,766 2,183,036 451,730 21 9,680,575 8,421,751 1,258,824 15 Less intercompany eliminations 53,015 43,243 9,772 23 193,616 175,610 18,006 10 Total revenues and sales $ 2,581,751 $ 2,139,793 $ 441,958 21 $ 9,486,959 $ 8,246,141 $ 1,240,818 15 Segment income: Wireless $ 300,222 $ 260,154 $ 40,068 15 $ 1,254,647 $ 1,020,239 $ 234,408 23 Wireline 255,543 235,666 19,877 8 903,723 925,991 (22,268) (2) Communications support services 24,389 13,885 10,504 76 68,198 62,717 5,481 9 Total segment income 580,154 509,705 70,449 14 2,226,568 2,008,947 217,621 11 Less: corporate expenses (A) 17,652 9,342 8,310 89 76,795 36,427 40,368 111 restructuring and other charges 39,844 (873) 40,717 4,664 58,717 50,892 7,825 15 Total operating income $ 522,658 $ 501,236 $ 21,422 4$ 2,091,056 $ 1,921,628 $ 169,428 9 Operating margin (B): Wireless 17.1% 19.6% (2.5%) (13) 20.0% 20.1% (.1%) - Wireline 42.7% 38.8% 3.9% 10 38.0% 38.3% (.3%) (1) Communications support services 8.8% 5.6% 3.2% 57 6.6% 6.8% (.2%) (3) Consolidated 20.2% 23.4% (3.2%) (14) 22.0% 23.3% (1.3%) (6) Net income $ 255,149 $ 270,645 $ (15,496) (6) $ 1,331,379 $ 1,046,235 $ 285,144 27 Earnings per share: Basic $.66 $.89 $(.23) (26) $3.91 $3.40 $.51 15 Diluted $.66 $.89 $(.23) (26) $3.87 $3.39 $.48 14 Weighted average common shares: Basic 382,920 302,809 80,111 26 340,791 307,288 33,503 11 Diluted 389,343 304,095 85,248 28 344,129 308,339 35,790 12 Annual dividend rate per common share $1.52 $1.52 - - FROM CURRENT BUSINESSES (NON-GAAP) (C): Operating income $ 572,008 $ 500,363 $ 71,645 14 $ 2,189,228 $ 1,972,520 $ 216,708 11 Operating margin (B) 22.2% 23.4% (1.2%) (5) 23.1% 23.9% (.8%) (3) Net income $ 300,613 $ 270,058 $ 30,555 11 $ 1,171,103 $ 1,038,110 $ 132,993 13 Earnings per share: Basic $.78 $.89 $(.11) (12) $3.44 $3.38 $.06 2 Diluted $.77 $.89 $(.12) (13) $3.41 $3.37 $.04 1 (A) Corporate expenses for the three and twelve months ended December 31, 2005 include incremental costs associated with Hurricane Katrina of $9.5 million and $19.7 million, respectively. In addition, corporate expenses for the twelve months ended December 31, 2005 also includes $19.8 million primarily related to the effects of a change in accounting for operating leases with scheduled rent increases. (B) Operating margin is calculated by dividing segment income by the corresponding amount of segment revenues and sales. (C) Current businesses excludes the effects of discontinued operations, special cash dividend received on the Company's investment in Fidelity National Financial, Inc. common stock, gain on the exchange or disposal of assets, debt prepayment costs, costs associated with Hurricane Katrina, change in accounting for operating leases and conditional asset retirement obligations, reversal of certain income tax contingency reserves and restructuring and other charges. -more-
  • 2. ALLTEL CORPORATION CONSOLIDATED STATEMENTS OF INCOME UNDER GAAP-Page 2 (In thousands, except per share amounts) THREE MONTHS ENDED TWELVE MONTHS ENDED December 31, December 31, December 31, December 31, 2005 2004 2005 2004 Revenues and sales: Service revenues $ 2,263,605 $ 1,897,402 $ 8,380,501 $ 7,374,279 Product sales 318,146 242,391 1,106,458 871,862 Total revenues and sales 2,581,751 2,139,793 9,486,959 8,246,141 Costs and expenses: Cost of services 736,857 604,818 2,743,745 2,374,220 Cost of products sold 381,764 299,603 1,315,320 1,075,545 Selling, general, administrative and other 496,549 402,489 1,795,516 1,524,165 Depreciation and amortization 404,079 332,520 1,482,605 1,299,691 Restructuring and other charges 39,844 (873) 58,717 50,892 Total costs and expenses 2,059,093 1,638,557 7,395,903 6,324,513 Operating income 522,658 501,236 2,091,056 1,921,628 Equity earnings in unconsolidated partnerships 6,992 14,970 43,383 68,486 Minority interest in consolidated partnerships (11,267) (19,227) (69,105) (80,096) Other income, net 2,752 11,360 158,788 34,500 Interest expense (86,134) (87,512) (332,588) (352,490) Gain on exchange or disposal of assets and other - - 218,830 - Income from continuing operations before income taxes 435,001 420,827 2,110,364 1,592,028 Income taxes 176,681 150,182 801,836 565,331 Income from continuing operations 258,320 270,645 1,308,528 1,026,697 Income from discontinued operations (net of income taxes) 4,270 - 30,292 19,538 Income before cumulative effect of accounting change 262,590 270,645 1,338,820 1,046,235 Cumulative effect of accounting change (net of income taxes) (7,441) - (7,441) - Net income 255,149 270,645 1,331,379 1,046,235 Preferred dividends 21 25 93 103 Net income applicable to common shares $ 255,128 $ 270,620 $ 1,331,286 $ 1,046,132 Basic earnings per share: Income from continuing operations $.67 $.89 $3.84 $3.34 Income from discontinued operations .01 - .09 .06 Cumulative effect of accounting change (.02) (.02) - - Net income $.66 $.89 $3.91 $3.40 Diluted earnings per share: Income from continuing operations $.67 $.89 $3.80 $3.33 Income from discontinued operations .01 - .09 .06 Cumulative effect of accounting change (.02) (.02) - - Net income $.66 $.89 $3.87 $3.39 -more-
  • 3. ALLTEL CORPORATION RECONCILIATION OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 3 for the three months ended December 31, 2005 (In thousands, except per share amounts) Corporate Results of Items Results of Segment Information Operations Operations Excluded from Operations Communications and Under Current from Current Support Intercompany GAAP Businesses Businesses Wireless Wireline Services Eliminations Revenues and sales: Service revenues $ 2,263,605 $ - $ 2,263,605 $ 1,643,195 $ 588,349 $ 82,323 $ (50,262) Product sales 318,146 - 318,146 116,983 9,801 194,115 (2,753) Total revenues and sales 2,581,751 - 2,581,751 1,760,178 598,150 276,438 (53,015) Costs and expenses: Cost of services 736,857 (9,506) (A) 727,351 543,352 165,116 58,077 (39,194) Cost of products sold 381,764 - 381,764 218,678 6,899 168,545 (12,358) Selling, general, administrative and other 496,549 - 496,549 411,139 63,637 16,874 4,899 Depreciation and amortization 404,079 - 404,079 286,787 106,955 8,553 1,784 Restructuring and other charges 39,844 (39,844) (B)(C) - - - - - Total costs and expenses 2,059,093 (49,350) 2,009,743 1,459,956 342,607 252,049 (44,869) Operating income 572,008 $ 300,222 $ 255,543 $ 24,389 $ (8,146) 522,658 49,350 Equity earnings in unconsolidated partnerships 6,992 - 6,992 Minority interest in consolidated partnerships (11,267) - (11,267) Other income, net 2,752 - 2,752 Interest expense (86,134) - (86,134) Gain on exchange or disposal of assets and other - - - Income from continuing operations before income taxes 435,001 49,350 484,351 Income taxes 176,681 7,057 (K) 183,738 Income from continuing operations 258,320 42,293 300,613 Income from discontinued operations (net of income taxes) 4,270 (4,270) (M) - Income before cumulative effect of accounting change 262,590 38,023 300,613 Cumulative effect of accounting change (net of income taxes) (7,441) 7,441 (N) - Net income 255,149 45,464 300,613 Preferred dividends 21 - 21 Net income applicable to common shares $ 255,128 $ 45,464 $ 300,592 Basic earnings per share: Income from continuing operations $.67 $.11 $.78 Income from discontinued operations .01 (.01) - Cumulative effect of accounting change (.02) .02 - Net income $.66 $.12 $ .78 Diluted earnings per share: Income from continuing operations $.67 $.10 $.77 Income from discontinued operations .01 (.01) - Cumulative effect of accounting change (.02) .02 - Net income $.66 $.11 $.77 See notes on pages 7 and 8 for a description of the line items marked (A) - (N). -more-
  • 4. ALLTEL CORPORATION RECONCILIATION OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 4 for the three months ended December 31, 2004 (In thousands, except per share amounts) Corporate Results of Items Results of Segment Information Operations Operations Excluded from Operations Communications and Under Current from Current Support Intercompany GAAP Businesses Businesses Wireless Wireline Services Eliminations Revenues and sales: Service revenues $ 1,897,402 $ - $ 1,897,402 $ 1,252,773 $ 597,315 $ 81,462 $ (34,148) Product sales 242,391 - 242,391 73,999 10,460 167,027 (9,095) Total revenues and sales 2,139,793 - 2,139,793 1,326,772 607,775 248,489 (43,243) Costs and expenses: Cost of services 604,818 - 604,818 399,114 173,146 64,297 (31,739) Cost of products sold 299,603 - 299,603 154,747 8,576 146,997 (10,717) Selling, general, administrative and other 402,489 - 402,489 318,968 62,466 14,856 6,199 Depreciation and amortization 332,520 - 332,520 193,789 127,921 8,454 2,356 Restructuring and other charges (873) 873 (I) - - - - - Total costs and expenses 1,638,557 873 1,639,430 1,066,618 372,109 234,604 (33,901) Operating income 500,363 $ 260,154 $ 235,666 $ 13,885 $ (9,342) 501,236 (873) Equity earnings in unconsolidated partnerships 14,970 - 14,970 Minority interest in consolidated partnerships (19,227) - (19,227) Other income, net 11,360 - 11,360 Interest expense (87,512) - (87,512) Gain on exchange or disposal of assets and other - - - Income from continuing operations before income taxes 420,827 (873) 419,954 Income taxes 150,182 (286) (K) 149,896 Income from continuing operations 270,645 (587) 270,058 Income from discontinued operations (net of income taxes) - - - Income before cumulative effect of accounting change 270,645 (587) 270,058 Cumulative effect of accounting change (net of income taxes) - - - Net income 270,645 (587) 270,058 Preferred dividends 25 - 25 Net income applicable to common shares $ 270,620 $ (587) $ 270,033 Basic earnings per share: Income from continuing operations $.89 $- $.89 Income from discontinued operations - - - Cumulative effect of accounting change - - - Net income $.89 $- $.89 Diluted earnings per share: Income from continuing operations $.89 $- $.89 Income from discontinued operations - - - Cumulative effect of accounting change - - - Net income $.89 $- $.89 See notes on pages 7 and 8 for a description of the line items marked (A) - (N). -more-
  • 5. ALLTEL CORPORATION RECONCILIATION OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 5 for the twelve months ended December 31, 2005 (In thousands, except per share amounts) Corporate Results of Items Results of Segment Information Operations Operations Excluded from Operations Communications and Under Current from Current Support Intercompany GAAP Businesses Businesses Wireless Wireline Services Eliminations Revenues and sales: Service revenues $ 8,380,501 $ - $ 8,380,501 $ 5,895,143 $ 2,336,741 $ 322,665 $ (174,048) Product sales 1,106,458 - 1,106,458 380,714 42,395 702,917 (19,568) Total revenues and sales 9,486,959 - 9,486,959 6,275,857 2,379,136 1,025,582 (193,616) Costs and expenses: Cost of services 2,743,745 (37,557) (D)(E) 2,706,188 1,917,754 705,506 236,160 (153,232) Cost of products sold 1,315,320 - 1,315,320 697,593 32,919 621,864 (37,056) Selling, general, administrative and other 1,795,516 (1,898) (D) 1,793,618 1,445,165 256,259 65,494 26,700 Depreciation and amortization 1,482,605 - 1,482,605 960,698 480,729 33,866 7,312 Restructuring and other charges 58,717 (58,717) (C)(F) - - - - - Total costs and expenses 7,395,903 (98,172) 7,297,731 5,021,210 1,475,413 957,384 (156,276) Operating income 2,189,228 $ 1,254,647 $ 903,723 $ 68,198 $ (37,340) 2,091,056 98,172 Equity earnings in unconsolidated partnerships 43,383 - 43,383 Minority interest in consolidated partnerships (69,105) - (69,105) Other income, net 158,788 (116,036) (D)(G) 42,752 Interest expense (332,588) - (332,588) Gain on exchange or disposal of assets and other 218,830 (218,830) (H) - Income from continuing operations before income taxes 2,110,364 (236,694) 1,873,670 Income taxes 801,836 (99,269) (K) 702,567 Income from continuing operations 1,308,528 (137,425) 1,171,103 Income from discontinued operations (net of income taxes) 30,292 (30,292) (M) - Income before cumulative effect of accounting change 1,338,820 (167,717) 1,171,103 Cumulative effect of accounting change (net of income taxes) (7,441) 7,441 (N) - Net income 1,331,379 (160,276) 1,171,103 Preferred dividends 93 - 93 Net income applicable to common shares $ 1,331,286 $ (160,276) $ 1,171,010 Basic earnings per share: Income from continuing operations $3.84 $(.40) $3.44 Income from discontinued operations .09 (.09) - Cumulative effect of accounting change (.02) .02 - Net income $3.91 $(.47) $3.44 Diluted earnings per share: Income from continuing operations $3.80 $(.39) $3.41 Income from discontinued operations .09 (.09) - Cumulative effect of accounting change (.02) .02 - Net income $3.87 $(.46) $3.41 See notes on pages 7 and 8 for a description of the line items marked (A) - (N). -more-
  • 6. ALLTEL CORPORATION RECONCILIATION OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 6 for the twelve months ended December 31, 2004 (In thousands, except per share amounts) Corporate Results of Items Results of Segment Information Operations Operations Excluded from Operations Communications and Under Current from Current Support Intercompany GAAP Businesses Businesses Wireless Wireline Services Eliminations Revenues and sales: Service revenues $ 7,374,279 $ - $ 7,374,279 $ 4,791,235 $ 2,380,788 $ 346,662 $ (144,406) Product sales 871,862 - 871,862 286,852 39,021 577,193 (31,204) Total revenues and sales 8,246,141 - 8,246,141 5,078,087 2,419,809 923,855 (175,610) Costs and expenses: Cost of services 2,374,220 - 2,374,220 1,543,576 704,335 257,845 (131,536) Cost of products sold 1,075,545 - 1,075,545 573,646 28,711 514,239 (41,051) Selling, general, administrative and other 1,524,165 - 1,524,165 1,201,789 244,327 54,729 23,320 Depreciation and amortization 1,299,691 - 1,299,691 738,837 516,445 34,325 10,084 Restructuring and other charges 50,892 (50,892) (I)(J) - - - - - Total costs and expenses 6,324,513 (50,892) 6,273,621 4,057,848 1,493,818 861,138 (139,183) Operating income 1,972,520 $ 1,020,239 $ 925,991 $ 62,717 $ (36,427) 1,921,628 50,892 Equity earnings in unconsolidated partnerships 68,486 - 68,486 Minority interest in consolidated partnerships (80,096) - (80,096) Other income, net 34,500 - 34,500 Interest expense (352,490) - (352,490) Gain on exchange or disposal of assets and other - - - Income from continuing operations before income taxes 1,592,028 50,892 1,642,920 Income taxes 565,331 39,479 (K)(L) 604,810 Income from continuing operations 1,026,697 11,413 1,038,110 Income from discontinued operations (net of income taxes) 19,538 (19,538) (L) - Income before cumulative effect of accounting change 1,046,235 (8,125) 1,038,110 Cumulative effect of accounting change (net of income taxes) - - - Net income 1,046,235 (8,125) 1,038,110 Preferred dividends 103 - 103 Net income applicable to common shares $ 1,046,132 $ (8,125) $ 1,038,007 Basic earnings per share: Income from continuing operations $3.34 $.04 $3.38 Income from discontinued operations .06 (.06) - Cumulative effect of accounting change - - - Net income $3.40 $(.02) $3.38 Diluted earnings per share: Income from continuing operations $3.33 $.04 $3.37 Income from discontinued operations .06 (.06) - Cumulative effect of accounting change - - - Net income $3.39 $(.02) $3.37 See notes on pages 7 and 8 for a description of the line items marked (A) - (N). -more-
  • 7. ALLTEL CORPORATION NOTES TO RECONCILIATIONS OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 7 As disclosed in the ALLTEL Corporation (quot;Alltelquot; or the quot;Companyquot;) Form 8-K filed on January 20, 2006, Alltel has presented in this earnings release results of operations from current businesses which exclude the effects of discontinued operations, a special cash dividend received on the Company's investment in Fidelity National Financial, Inc. (quot;Fidelity Nationalquot;) common stock, gain on exchange or disposal of assets, termination fees associated with the early retirement of long-term debt, costs associated with Hurricane Katrina, a change in accounting for certain operating leases and conditional asset retirement obligations, reversal of certain income tax contingency reserves and restructuring and other charges. Alltel’s purpose for excluding items from the current business measures is to focus on Alltel’s true earnings capacity associated with providing telecommunication services. Management believes the items excluded from the current business measures are related to strategic activities or other events, specific to the time and opportunity available, and, accordingly, should be excluded when evaluating the trends of the Company’s operations. Alltel believes that presenting the current business measures assists investors in assessing the true business performance of the Company by clarifying for investors the effects that certain items such as asset sales, restructuring expenses and other business consolidation costs arising from past acquisition and restructuring activities had on the Company’s GAAP consolidated results of operations. The Company uses results from current businesses as management’s primary measure of the performance of its business segments. Alltel's management, including the chief operating decision-maker, uses the current business measures consistently for all purposes, including internal reporting purposes, the evaluation of business objectives, opportunities and performance and the determination of management compensation. As the Company evaluates segment performance based on segment income, which is computed as revenues and sales less operating expenses, the special cash dividend, gain on the exchange or disposal of assets, early termination of debt, costs associated with Hurricane Katrina, the effects of the change in accounting for operating leases and conditional asset retirement obligations and restructuring and other charges have not been allocated to the business segments. In addition, none of the non-operating items such as equity earnings in unconsolidated partnerships, minority interest expense, other income, net, interest expense and income taxes have been allocated to the segments. (A) Alltel incurred $9.5 million of incremental costs related to Hurricane Katrina consisting of increased system maintenance costs to restore network facilities and additional losses from bad debts. (See Note D). (B) The Company incurred $2.1 million of integration expenses related to its acquisition completed on August 1, 2005 of Western Wireless Corporation (“Western Wireless”). These expenses primarily consisted of system conversion costs. In addition, Alltel incurred $5.0 million of integration expenses related to the exchange of certain wireless assets with Cingular Wireless LLC (“Cingular”) completed during the second and third quarters of 2005. The Company also incurred $1.6 million of integration expenses related to its acquisition of Public Service Cellular Inc. (“PS Cellular”) completed on February 28, 2005. The integration expenses related to the Cingular and PS Cellular acquisitions consisted of handset subsidies incurred to migrate the acquired customer base to CDMA handsets. The Company also recorded a $0.2 million reduction in the liabilities associated with the wireline restructuring activities initiated during the third quarter of 2005. (See Note F). (C) On December 9, 2005, Alltel announced that it would spin off its wireline telecommunications business to its stockholders and merge it with Valor Communications Group, Inc. In connection with the spin-off and merger, Alltel incurred $31.3 million of incremental costs principally consisting of investment banker, audit and legal fees. (D) Alltel incurred $19.7 million of incremental costs related to Hurricane Katrina consisting of increased long distance and roaming expenses due to providing these services to affected customers at no charge, system maintenance costs to restore network facilities and additional losses from bad debts. These incremental costs also included Company donations to support the hurricane relief efforts. These incremental expenses were partially offset by $5.0 million of insurance proceeds received by Alltel. (E) Effective January 1, 2005, Alltel changed its accounting for operating leases with scheduled rent increases. Certain of the Company's operating lease agreements for cell sites and for office and retail locations include scheduled rent escalations during the initial lease term and/or during succeeding optional renewal periods. Previously, the Company had not recognized the scheduled increases in rent expense on a straight-line basis in accordance with the provisions of Statement of Financial Accounting Standards (quot;SFASquot;) No. 13, quot;Accounting for Leasesquot; and Financial Accounting Standards Board (quot;FASBquot;) Technical Bulletin No. 85-3, quot;Accounting for Operating Leases with Scheduled Rent Increasesquot;. The effects of this change, which are included in corporate expenses, were not material to the Company's previously reported consolidated results of operations, financial position or cash flows. (F) The Company incurred $4.5 million of integration expenses related to its acquisition of Western Wireless. These expenses primarily consisted of system conversion costs and relocation expenses. In addition, Alltel incurred $16.9 million of integration expenses related to the exchange of certain wireless assets with Cingular and incurred $1.6 million of integration expenses related to its acquisition of PS Cellular. These integration expenses consisted of handset subsidies incurred to migrate the acquired customer base to CDMA handsets. The Company also incurred $4.4 million in restructuring charges related to a planned workforce reduction in its wireline operations. -more-
  • 8. ALLTEL CORPORATION NOTES TO RECONCILIATIONS OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 8 (G) On March 9, 2005, Fidelity National declared a special $10 per share cash dividend to Fidelity National stockholders. The special cash dividend was received by Alltel on March 28, 2005. (H) On April 15, 2005, Alltel and Cingular completed the exchange of certain wireless assets. In connection with this transaction, Alltel recorded a pretax gain of $158.0 million. On April 6, 2005, Alltel recorded a pretax gain of $75.8 million from the sale of all of its shares of Fidelity National common stock. In addition, on April 8, 2005, Alltel retired all of its issued and outstanding 7.50 percent senior notes due March 1, 2006, representing an aggregate principal amount of $450.0 million. Concurrent with the debt redemption, Alltel also terminated the related pay variable/receive fixed, interest rate swap agreement that had been designated as a fair value hedge against the $450.0 million senior notes. In connection with the early termination of the debt and interest rate swap agreement, Alltel incurred net pretax termination fees of approximately $15.0 million. (I) The Company recorded a $0.9 million reduction in the liabilities associated with the restructuring efforts initiated in the first quarter of 2004 (see Note J), consisting of $0.7 million in employee relocated expenses and $0.2 million in severance and employee benefit costs. (J) The Company announced its plans to reorganize its operating structure and exit its competitive local exchange carrier operations in the Jacksonville, Florida market. In connection with these activities, the Company recorded a restructuring charge of $29.3 million consisting of severance and employee benefit costs related to a planned workforce reduction, employee relocation costs, lease termination and other restructuring-related costs. The Company also recorded a $2.3 million reduction in the liabilities associated with various restructuring activities initiated prior to 2003. In addition, the Company recorded a write-down of $24.8 million in the carrying value of certain corporate and regional facilities to fair value in conjunction with the proposed leasing or sale of those facilities. (K) Tax-related effect of the items discussed in Notes A - J above. (L) During the third quarter of 2004, the Internal Revenue Service (“IRS”) completed its fieldwork related to the audits of the Company’s consolidated federal income tax returns for the fiscal years 1997 through 2001. As a result of the IRS completing this phase of their audits, Alltel reassessed its income tax contingency reserves related to the periods under examination. Based upon this reassessment, Alltel recorded a $129.3 million reduction in its income tax contingency reserves. The corresponding effects of the reversal of these tax contingencies resulted in a reduction in goodwill of $94.5 million and a reduction in income tax expense associated with continuing operations of $19.7 million. In addition, $15.1 million of the income tax contingency reserves reversed related to the financial services division that was sold to Fidelity National on April 1, 2003. Pursuant to the terms of the sale agreement, Alltel retained, as of the date of sale, all income tax liabilities related to the sold operations and agreed to indemnify Fidelity National from any future tax liability imposed on the financial services division for periods prior to the date of sale. The adjustment of the tax contingency reserves related to the disposed financial services division has been reported as discontinued operations in the Company’s consolidated financial statements for the twelve months ended December 31, 2004. Discontinued operations for the twelve months ended December 31, 2004 also included a tax benefit of $4.4 million attributable to a foreign tax credit carryback recognized as a result of the IRS audits. (M) Eliminates the effects of discontinued operations. On August 1, 2005, Alltel completed its acquisition of Western Wireless. As a condition of receiving approval for the acquisition from the Department of Justice and the Federal Communications Commission, Alltel agreed to divest certain wireless operations of Western Wireless in 16 markets in Arkansas, Kansas and Nebraska. In December 2005, Alltel completed an exchange of wireless properties with United States Cellular Corporation that included a substantial portion of the divestiture requirements related to the merger. During the third and fourth quarters of 2005, Alltel completed the sale of international operations in Georgia, Ghana and Ireland acquired from Western Wireless. Alltel also has pending definitive agreements to sell the international operations in Austria, Bolivia and Haiti and is actively pursuing the disposition of the remaining international operations acquired from Western Wireless. As a result, the acquired international operations and interests of Western Wireless and the 16 markets to be divested in Arkansas, Kansas and Nebraska have been classified as discontinued operations and assets held for sale in the accompanying consolidated financial statements. (N) Represents the cumulative effect of the change in accounting principle resulting from the Company's adoption of FASB Interpretation No. 47, “Accounting for Conditional Asset Retirement Obligationsquot; (“FIN 47”). The Company evaluated the effects of FIN 47 on its operations and determined that, for certain buildings containing asbestos, Alltel is legally obligated to remediate the asbestos if the Company were to abandon, sell or otherwise dispose of the buildings. In addition, for its acquired Kentucky and Nebraska wireline operations not subject to SFAS No. 71, “Accounting for the Effects of Certain Types of Regulationquot;, the Company is legally obligated to properly dispose of its chemically-treated telephone poles at the time they are removed from service. In accordance with federal and state regulations, depreciation expense for the Company’s wireline operations that follow the accounting prescribed by SFAS No. 71 have historically included an additional provision for cost of removal, and accordingly, the adoption of FIN 47 had no impact to these operations. -more-
  • 9. ALLTEL CORPORATION SUPPLEMENTAL OPERATING INFORMATION-Page 9 (Dollars in thousands, except per customer amounts) THREE MONTHS ENDED TWELVE MONTHS ENDED Increase Increase December 31, December 31, (Decrease) December 31, December 31, (Decrease) 2005 2004 Amount 2005 2004 Amount % % Wireless: Controlled POPs 75,907,644 62,313,192 13,594,452 22 Customers 10,662,324 8,626,487 2,035,837 24 Penetration rate 14.0% 13.8% .2% 1 Average customers 10,507,806 8,481,561 2,026,245 24 9,550,829 8,295,939 1,254,890 15 Gross customer additions: Internal 837,712 690,811 146,901 21 2,830,079 2,720,339 109,740 4 Acquired 90,356 92,345 (1,989) (2) 1,693,162 92,345 1,600,817 1,734 Total 928,068 783,156 144,912 19 4,523,241 2,812,684 1,710,557 61 Net customer additions: Internal 147,258 139,415 7,843 6 342,675 510,717 (168,042) (33) Acquired 90,356 92,345 (1,989) (2) 1,693,162 92,345 1,600,817 1,734 Total 237,614 231,760 5,854 3 2,035,837 603,062 1,432,775 238 Customer acquisition costs: Cost of products sold $ 104,735 $ 80,557 $ 24,178 30 $ 320,769 $ 322,737 $ (1,968) (1) Selling and marketing expenses 254,720 198,572 56,148 28 870,536 743,889 126,647 17 Less product sales 67,746 50,530 17,216 34 230,262 209,874 20,388 10 Total $ 291,709 $ 228,599 $ 63,110 28 $ 961,043 $ 856,752 $ 104,291 12 Cost to acquire a new customer (A) $348 $331 $17 5 $340 $315 $25 8 Cash costs: Cost of services $ 543,352 $ 399,114 $ 144,238 36 $ 1,917,754 $ 1,543,576 $ 374,178 24 Cost of products sold 218,678 154,747 63,931 41 697,593 573,646 123,947 22 Selling, general, administrative and other 411,139 318,968 92,171 29 1,445,165 1,201,789 243,376 20 Less product sales 116,983 73,999 42,984 58 380,714 286,852 93,862 33 Total 1,056,186 798,830 257,356 32 3,679,798 3,032,159 647,639 21 Less customer acquisition costs 291,709 228,599 63,110 28 961,043 856,752 104,291 12 Total $ 764,477 $ 570,231 $ 194,246 34 $ 2,718,755 $ 2,175,407 $ 543,348 25 Cash cost per unit per month, excluding customer acquisition costs (B) $24.25 $22.41 $1.84 8 $23.72 $21.85 $1.87 9 Revenues: Service revenues $ 1,643,195 $ 1,252,773 $ 390,422 31 $ 5,895,143 $ 4,791,235 $ 1,103,908 23 Less wholesale revenues 171,595 94,748 76,847 81 545,109 372,446 172,663 46 Retail revenues $ 1,471,600 $ 1,158,025 $ 313,575 27 $ 5,350,034 $ 4,418,789 $ 931,245 21 Average revenue per customer per month (C) $52.13 $49.24 $2.89 6 $51.44 $48.13 $3.31 7 Retail revenue per customer per month (D) $46.68 $45.51 $1.17 3 $46.68 $44.39 $2.29 5 Retail minutes of use per customer per month (E) 626 534 92 17 597 494 103 21 Postpay churn 1.83% 1.68% .15% 9 1.77% 1.74% .03% 2 Total churn 2.20% 2.17% .03% 1 2.17% 2.23% (.06%) (3) Service revenue operating margin (F) 18.3% 20.8% (2.5%) (12) 21.3% 21.3% - - Capital expenditures (G) $ 271,440 $ 270,236 $ 1,204 -$ 978,970 $ 797,106 $ 181,864 23 (A) Cost to acquire a new customer is calculated by dividing the sum of the GAAP reported cost of products sold and sales and marketing expenses (included within Selling, general, administrative and otherquot;) less product sales, as reported in the Consolidated Statements of Income, by the number of internal gross customer additions in the period. Customer acquisition costs exclude amounts related to the Company's customer retention efforts. (B) Cash cost per unit per month, excluding customer acquisition costs, is calculated by dividing the sum of the GAAP reported cost of services, cost of products sold, selling, general, administrative and other expenses less product sales, as reported in the Consolidated Statements of Income, less customer acquisition costs, by the number of average customers for the period. (C) Average revenue per customer per month is calculated by dividing wireless service revenues by average customers for the period. (D) Retail revenue per customer per month is calculated by dividing wireless retail revenues (service revenues less wholesale revenues) by average customers for the period. (E) Retail minutes of use per customer per month represents the average monthly minutes that Alltel's customers use on both the Company's network and while roaming on other carriers' networks. (F) Service revenue operating margin is calculated by dividing wireless segment income by wireless service revenues. (G) Includes capitalized software development costs. -more-
  • 10. ALLTEL CORPORATION SUPPLEMENTAL OPERATING INFORMATION-Page 10 (Dollars in thousands, except per customer amounts) THREE MONTHS ENDED TWELVE MONTHS ENDED Increase Increase December 31, December 31, (Decrease) December 31, December 31, (Decrease) 2005 2004 Amount 2005 2004 Amount % % Wireline: Customers 2,885,673 3,009,388 (123,715) (4) Average customers 2,901,310 3,024,635 (123,325) (4) 2,950,022 3,061,529 (111,507) (4) Broadband customers 397,696 243,325 154,371 63 Net broadband additions 37,721 26,440 11,281 43 154,371 90,297 64,074 71 Average revenue per customer per month (H) $68.72 $66.98 $1.74 3 $67.21 $65.87 $1.34 2 Capital expenditures (G) $ 119,342 $ 100,730 $ 18,612 18 $ 355,938 $ 336,498 $ 19,440 6 Communications support services: Long-distance customers 1,750,762 1,770,852 (20,090) (1) Capital expenditures (G) $ 3,819 $ 5,738 $ (1,919) (33) $ 13,646 $ 15,150 $ (1,504) (10) Consolidated: Equity free cash flow (I) $ 309,498 $ 225,693 $ 83,805 37 $ 1,304,052 $ 1,180,072 $ 123,980 11 Capital expenditures (G) $ 395,194 $ 376,885 $ 18,309 5 $ 1,349,656 $ 1,157,729 $ 191,927 17 Total assets $ 24,013,481 $ 16,603,736 $ 7,409,745 45 (G) Includes capitalized software development costs. (H) Average revenue per customer per month is calculated by dividing total wireline revenues by average customers for the period. (I) Equity free cash flow is calculated as the sum of net income from current businesses plus depreciation and amortization less capital expenditures which includes capitalized software development costs as indicated in Note G. -more-
  • 11. ALLTEL CORPORATION CONSOLIDATED BALANCE SHEETS UNDER GAAP-Page 11 (In thousands) ASSETS LIABILITIES AND SHAREHOLDERS' EQUITY December 31, December 31, December 31, December 31, 2005 2004 2005 2004 CURRENT ASSETS: CURRENT LIABILITIES: Cash and short-term investments $ 989,153 $ 484,934 Current maturities of long-term debt $ 205,117 $ 224,958 Accounts receivable (less allowance for Accounts payable 649,293 448,161 doubtful accounts of $84,750 and Advance payments and customer deposits 240,499 219,338 $53,606, respectively) 1,077,207 912,665 Accrued taxes 118,895 158,197 Inventories 232,634 156,785 Accrued dividends 147,841 105,922 Prepaid expenses and other 115,179 62,383 Accrued interest 102,512 120,259 Assets held for sale 2,018,701 - Current deferred income taxes 501,672 - Other current liabilities 255,425 183,523 Total current assets 4,432,874 1,616,767 385,528 - Liabilities related to assets held for sale Investments 358,412 804,861 Total current liabilities 2,606,782 1,460,358 Goodwill 8,610,170 4,875,718 Other intangibles 2,179,107 1,306,140 Long-term debt 5,782,890 5,352,422 PROPERTY, PLANT AND EQUIPMENT: Deferred income taxes 1,659,410 1,715,119 Land 298,593 278,084 Other liabilities 948,962 947,172 Buildings and improvements 1,211,359 1,134,824 Wireline 6,942,039 6,735,748 Wireless 6,852,565 5,763,965 Information processing 1,187,192 1,048,446 SHAREHOLDERS' EQUITY: Other 530,333 489,936 Preferred stock 278 307 Under construction 475,453 385,283 Common stock 383,613 302,268 Additional paid-in capital 5,339,321 197,902 Total property, plant and equipment 17,497,534 15,836,286 Unrealized holding gain on investments 22,297 153,926 Less accumulated depreciation 9,433,951 8,288,195 Foreign currency translation adjustment (2,841) 482 Retained earnings 7,272,769 6,473,780 Net property, plant and equipment 8,063,583 7,548,091 Total shareholders' equity 13,015,437 7,128,665 Other assets 369,335 452,159 TOTAL LIABILITIES AND TOTAL ASSETS $ 24,013,481 $ 16,603,736 SHAREHOLDERS' EQUITY $ 24,013,481 $ 16,603,736 -more-
  • 12. ALLTEL CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS UNDER GAAP-Page 12 (In thousands) THREE MONTHS ENDED TWELVE MONTHS ENDED December 31, December 31, December 31, December 31, 2005 2004 2005 2004 Net Cash Provided from Operations: Net income $ 255,149 $ 270,645 $ 1,331,379 $ 1,046,235 Adjustments to reconcile net income to net cash provided from operations: Income from discontinued operations (4,270) - (30,292) (19,538) Cumulative effect of accounting change 7,441 - 7,441 - Depreciation and amortization 404,079 332,520 1,482,605 1,299,691 Provision for doubtful accounts 63,068 47,601 215,087 184,871 Non-cash portion of gain on exchange or disposal of assets and other - - (232,742) - Non-cash portion of restructuring and other charges 4,982 - 14,982 25,569 Change in deferred income taxes (211,302) 74,794 (193,235) 263,390 Reversal of income tax contingency reserves - - - (19,656) Other, net (4,097) (5,861) 7,960 (14,336) Changes in operating assets and liabilities, net of the effects of acquisitions and dispositions: Accounts receivable (21,777) (41,856) (227,185) (206,132) Inventories (61,193) (44,750) (44,968) (33,842) Accounts payable 149,074 65,854 145,594 (27,174) Other current liabilities 189,679 6,490 195,889 70,602 Other, net 59,312 (82,646) 59,740 (102,831) Net cash provided from operations 830,145 622,791 2,732,255 2,466,849 Cash Flows from Investing Activities: Additions to property, plant and equipment (386,895) (368,122) (1,302,440) (1,125,402) Additions to capitalized software development costs (8,299) (8,763) (47,216) (32,327) Additions to investments - (423) (890) (3,228) Purchases of property, net of cash acquired (1,535) (185,136) (1,137,584) (185,136) Proceeds from the sale of assets 48,243 - 84,405 - Proceeds from the sale of investments - - 353,881 - Proceeds from the return on investments 5,982 21,497 36,872 88,612 Other, net 5,795 (313) 13,746 (907) Net cash used in investing activities (336,709) (541,260) (1,999,226) (1,258,388) Cash Flows from Financing Activities: Dividends on preferred and common stock (145,303) (122,223) (490,472) (467,570) Reductions in long-term debt (21,139) (22,246) (2,677,779) (277,240) Distributions to minority investors (20,834) (17,240) (65,642) (66,917) Long-term debt issued 72,300 - 1,000,000 - Repurchases of common stock - (88,419) - (595,350) Common stock issued 20,714 5,146 1,463,504 25,873 Net cash used in financing activities (94,262) (244,982) (770,389) (1,381,204) Net cash provided from discontinued operations 544,612 - 580,801 - Effect of exchange rate changes on cash and short-term investments (24,061) - (39,222) (87) Increase (decrease) in cash and short-term investments 919,725 (163,451) 504,219 (172,830) Cash and Short-term Investments: Beginning of the period 69,428 648,385 484,934 657,764 End of the period $ 989,153 $ 484,934 $ 989,153 $ 484,934 -more-
  • 13. ALLTEL CORPORATION RECONCILIATIONS OF RESULTS OF OPERATIONS UNDER GAAP TO RESULTS OF OPERATIONS FROM CURRENT BUSINESSES (NON-GAAP)-Page 13 (In thousands) THREE MONTHS ENDED TWELVE MONTHS ENDED December 31, December 31, December 31, December 31, 2005 2004 2005 2004 Net cash provided from operations $ 830,145 $ 622,791 $ 2,732,255 $ 2,466,849 Adjustments to reconcile to net income under GAAP: Income from discontinued operations 4,270 - 30,292 19,538 Cumulative effect of accounting change (7,441) - (7,441) - Depreciation and amortization expense (404,079) (332,520) (1,482,605) (1,299,691) Provision for doubtful accounts (63,068) (47,601) (215,087) (184,871) Non-cash portion of gain on exchange or disposal of assets and other - - 232,742 - Non-cash portion of restructuring and other charges (4,982) - (14,982) (25,569) Change in deferred income taxes 211,302 (74,794) 193,235 (263,390) Reversal of income tax contingency reserves - - - 19,656 Other non-cash changes, net 4,097 5,861 (7,960) 14,336 Changes in operating assets and liabilities, net of the effects of acquisitions and dispositions (315,095) 96,908 (129,070) 299,377 Net income under GAAP 255,149 270,645 1,331,379 1,046,235 Adjustments to reconcile to net income from current businesses: Restructuring and other charges, net of tax 36,484 (587) 48,053 31,069 Gain on exchange or disposal of assets and other, net of tax - - (136,720) - Special dividend received on Fidelity National common stock, net of tax - - (69,812) - Change in accounting for operating leases, net of tax - - 12,092 - Hurricane-related costs, net of insurance recoveries and tax 5,809 - 8,962 - Reversal of income tax contingency reserves - - - (19,656) Cumulative effect of accounting change 7,441 - 7,441 - Income from discontinued operations (4,270) - (30,292) (19,538) Net income from current businesses 300,613 270,058 1,171,103 1,038,110 Adjustments to reconcile to equity free cash flow from current businesses: Depreciation and amortization expense 404,079 332,520 1,482,605 1,299,691 Capital expenditures (395,194) (376,885) (1,349,656) (1,157,729) Equity free cash flow from current businesses $ 309,498 $ 225,693 $ 1,304,052 $ 1,180,072 -end-